IMP IMPCB 201510060043A
Implats announces a placing of new ordinary shares to raise up to ZAR 4.0 billion
Impala Platinum Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1957/001979/06)
JSE Share Code: IMP
LSE Share Code: IPLA
ADR Code: IMPUY
JSE Convertible Bond ISIN: ZAE000175873
Convertible Bond Code: IMPCB
("Implats" or the "Company")
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA AND JAPAN, OR ANY JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAW OR REGULATION
IMPLATS ANNOUNCES A PLACING OF NEW ORDINARY SHARES TO RAISE UP TO ZAR 4.0 BILLION
Further to the announcement on 3 September 2015 and the results of the general meeting on 6
October 2015, Implats announces the launch of an equity offering of new Implats ordinary shares to
raise up to ZAR4.0 billion through an accelerated bookbuild offering to qualifying investors (the
"Placing”). UBS Limited is acting as underwriter and sole bookrunner ("UBS", the "Bookrunner").
As announced on 3 September 2015, Implats has built on the outcome of the strategic review
process to put in place a revised action plan in order to strengthen its ability to operate on a
sustainably profitable basis in a “lower for longer” Platinum Group Metals (“PGM”) price
environment. The action plan includes a series of measures to reduce working costs and capital
expenditure as well as accelerating the repositioning of the principal operations at the Impala
Platinum Limited mining operation located to the north of Rustenburg on the western limb of the
Bushveld Complex (the “Impala Lease Area”). This action plan includes the completion of 16 and 20
shafts at the Impala Lease Area, which will cost approximately R3.9 billion over the next three years.
These new shafts will replace production from the older shafts as they are mined out and closed and
in so doing improve utilisation of infrastructure and smelter efficiency. The Placing should allow
Implats to implement this plan and so enhance its ability to operate effectively and profitably both
for the short and long term.
The Placing is offered through an accelerated bookbuild process to qualifying investors only and
does not constitute nor is it intended to constitute an offer to the public to purchase or subscribe for
any Implats shares.
UBS will commence a bookbuilding process in respect of the Placing ("Bookbuild") and the book will
open with immediate effect following this announcement. The price per Implats ordinary share at
which the Placing Shares (defined below) are to be placed (the "Placing Price") will be decided at the
close of the Bookbuild. The timing of the closing of the Bookbuild, the Placing Price and allocations
are at the discretion of Implats and UBS. The Company intends to place an amount of Implats
ordinary shares equal to the gross proceeds divided by the Placing Price (the "Placing Shares").
Details of the number of Placing Shares and the Placing Price will be announced as soon as
practicable following the closing of the Bookbuild. Listing and trading of the Placing Shares on the
JSE Limited is expected to commence within five business days after the closing of the Bookbuild.
The Placing Shares, when issued, will be fully paid and will rank pari passu in all respects with the
existing Implats ordinary shares of 2.5 cents each in the share capital of the Company including the
right to receive all dividends and other distributions declared, made or paid after the date of issue of
the Placing Shares.
For further information, please contact Alice Lourens on +27 11 731 9033/ +27 82 498 3608 or email
6 October 2015
Underwriter and sole bookrunner Transaction sponsor
UBS Limited UBS South Africa Proprietary Limited
Co-independent financial adviser Co-independent financial adviser
Centerview Partners UK LLP aloeCap Proprietary Limited
Legal Advisers to Implats Legal Advisers to Underwriter and sole
Fasken Martineau (incorporated in South Africa as Davis Polk & Wardwell London LLP
Bell Dewar Inc.)
This announcement is restricted and is not for release, publication or distribution, in whole or in
part, directly or indirectly, in or into the United States, Australia, Canada, Japan or any other
jurisdiction in which such release, publication or distribution would be unlawful. This announcement
is for information purposes only, does not purport to be full or complete, is subject to change and
shall not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for
securities in the United States or any other jurisdiction. No reliance may be placed for any purpose
on the information contained in this announcement or its accuracy or completeness.
The Placing Shares have not been and will not be registered under the United States Securities Act of
1933, as amended (the "Securities Act"), and may not be offered or sold, directly or indirectly, in the
United States, absent registration or an exemption from, or transaction not subject to, the
registration requirements of the Securities Act and applicable U.S. state securities laws. There will be
no public offer of the Placing Shares in the United States. This announcement shall not constitute an
offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any
sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Neither this announcement nor the Bookbuild constitutes or is intended to constitute an offer to the
public in South Africa in terms of the South African Companies Act 71 of 2008 (as amended) ("the
South African Companies Act"). In South Africa this announcement is only being distributed to, and
is only directed at, and any investment or investment activity to which this announcement relates is
available only to, and will be engaged in only with, persons in South Africa who (i) fall within the
categories of persons set out in section 96(1)(a) of the South African Companies Act or (ii) who are
persons who subscribe, as principal, for Placing Shares at a minimum placing price of R1 000 000, as
envisaged in section 96(1)(b) of the South African Companies Act.
In member states of the European Economic Area (EEA) which have implemented the Prospectus
Directive (each, a “Relevant Member State”), this announcement and any offer if made subsequently
is directed exclusively at persons who are qualified investors within the meaning of the Prospectus
Directive (“Qualified Investors”). For these purposes, the expression Prospectus Directive means
Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent
implemented in a Relevant Member State), and includes any relevant implementing measure in the
Relevant Member State.
In the United Kingdom this announcement is only being distributed to, and is only directed at, and
any investment or investment activity to which this announcement relates is available only to, and
will be engaged in only with, Qualified Investors who are (i) investment professionals falling with
Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(the Order); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order, or (iii)
other persons to whom it may otherwise be lawfully communicated (all such persons together being
referred to as “relevant persons”). Persons who are not relevant persons should not take any action
on the basis of this announcement and should not act or rely on it.
This announcement has been issued by and is the sole responsibility of Implats. No representation or
warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or
liability is or will be accepted by the bookrunner or by any of its affiliates or agents as to, or in
relation to, the accuracy or completeness of this announcement or any other written or oral
information made available to or publicly available to any interested party or its advisers, and any
liability therefore is expressly disclaimed.
This announcement does not purport to identify or suggest the risks (direct or indirect) which may
be associated with an investment in the securities. Any investment decision to acquire securities
pursuant to the Bookbuild must be made solely on the basis of publicly available information. Any
such information has not been independently verified by the bookrunner.
The Bookrunner is acting for Implats, and no one else, in connection with the Bookbuild and will not
be responsible to anyone other than Implats for providing any protections offered to clients of the
Bookrunner, nor for providing advice in relation to the Bookbuild.
Certain statements contained in this announcement other than the statements of historical fact
contain forward-looking statements regarding Implats’ operations, economic performance or
financial condition, including, without limitation, those concerning the economic outlook for the
platinum industry, expectations regarding metal prices, production, cash costs and other operating
results, growth prospects and the outlook of Implats’ operations, including the completion and
commencement of commercial operations of certain of Implats’ exploration and production
projects, its liquidity and capital resources and expenditure and the outcome and consequences of
any pending litigation, regulatory approvals and/or legislative frameworks currently in the process of
amendment, or any enforcement proceedings. Although Implats believes that the expectations
reflected in such forward-looking statements are reasonable, no assurance can be given that such
expectations will prove to be correct. Accordingly, results may differ materially from those set out in
the forward-looking statements as a result of, among other factors, changes in economic and market
conditions, success of business and operating initiatives, changes in the regulatory environment and
other government actions, fluctuations in metal prices and exchange rates and business and
operational risk management. For a discussion on such factors, refer to the risk management section
of the Company’s Annual Report. Implats is not obliged to update publicly or release any revisions to
these forward-looking statements to reflect events or circumstances after the dates of the Annual
Report or to reflect the occurrence of unanticipated events. All subsequent written or oral forward-
looking statements attributable to Implats or any person acting on its behalf are qualified by the
cautionary statements herein.
Date: 06/10/2015 05:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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